Wolverine, Jean, X-Man and the Mannites are still guarding the cocoon, in which Darco is evolving. Wolverine mentions to Jean that they've completely lost control of their situation. He recalls that just a few hours ago, their worst worry was the split-up of the team. Since then they've manages to pull the kids out of a government base just before it was destroyed, got shot out of the sky by an unknown enemy, and split up their group to help a Mannite, whose powers are out of whack.
Out in the distance, Wolverine spots the Blackbird approaching, trailed by smoke and flames. Using her telepathy, Jean sees Cable and Archangel in the middle of a fight with Death atop the Blackbird's fuselage. Archangel tells Cyclops to land the Blackbird quickly, as Cable can't hold out much longer against Death. Cyclops explains that the last thing they wanted to do was to bring Death to the Mannites. Before Cyclops can voice a plan, Death knocks Cable off of the Blackbird, forcing him into a freefall. Archangel flies after him, and catches him too, but at the same time leaving Cyclops alone.
Seeing that Death is about to kill her husband, Jean telepathically instructs Cyclops to fire through the Blackbird's hull, knocking Death back. Cyclops thanks her, but the Blackbird is now out of control, and he faces an imminent crash landing. Thinking quickly, Jean orders X-Man to use his telekinesis to slow the descent of the jet. Next Jean tells to Cyclops to 'go limp'. Before she can give him more instructions, Death blocks their psychic link. While doing this, Jean feels something familiar, yet horrible. Seconds before the Blackbird crashes, Jean manages to pull Cyclops safely out with their telekinesis. Scott and Jean reunite by hugging each other and Cyclops congratulates the X-Men for their good teamwork.
A short time later, Archangel and Wolverine search through the ruins of the crashed Blackbird, to find some sign of Death. Cyclops finds this useless, as he thinks that nobody could survive such a plane crash. Cable remarks that one of Apocalypse's Horsemen could have. He also remembers that once you're touched by Apocalypse you can never was it away, as Archangel knows all too well. X-Man grows angry when he hears the name of Apocalypse's name, remembering all to well the world in which he was born. Cyclops reminds X-Man that for as far as they know, Apocalypse is dead. X-Man is still enraged, and promises that Apocalypse will never harm on of the kids.
Cyclops tells everyone that the discussion is pointless and says again that no one could have survived such a crash. Nina disagrees, telling him that she "feels" that Death is still alive. Cyclops asks Jean how this could be as Jean, Cable and X-Man, three of Earth's most powerful telepaths, can't detect him. Jean explains that she has searched into the Mannites minds and saw things she just can't explain yet. However, if the Mannites say that Death is still alive, she believes them. She also says if the Mannites are can do what they cannot, it may explain why Apocalypse is interested in them.
Convinced, Cyclops says that they have to taken the kids and go some place safe, but Nina replies that no escape is possible anymore and that their time has come. Over in the ruins, Wolverine finds the sword of Death, showing it to the group. He jokingly wonders how tough he could be without his "pig sticker". Cyclops tells Logan to drop the sword, but it is too late, as a blast comes out of it, knocking immediately Jean, X-Man and Cable down. The rest prepare for battle, and Cable feels a presence underground. Cable warns Logan that Death is approaching, and at the same time, Death takes Wolverine's foot and pulls him into the rubble. Death proudly emerges from the ground, holding his sword again and claims that Wolverine is no more.
As she, X-Man and Cable arise, Jean tells the group that they have to take the Mannites to safety. Cyclops thinks that it is no use and that it is time to fight. X-Man totally agrees and mentions he won't allow another Horsemen of Apocalypse to hurt another person again. Cable stops X-Man and tells him he can't do anything out of anger, as once you go down that path even if you win, you lose. Adding to this, Cable says that they will defeat Death, but do it their way.
Cyclops steps forward and blasts an optic beam at full strength at Death. Death continues to approach Cyclops, withstanding his optic blast as if it were nothing. Reaching him, Death knocks Cyclops out with his fist and continues walking to the Mannites. Archangel flies in and tells Death he is nothing more then just another slave of Apocalypse. He remembers he was one too and decides to fight it out between just him and Death. Death agrees, but to another time. He grabs Warren's throat, and throws aside, knocking him out as well. X-Man and Cable realize they are the only one's left now and decide to team-up. Jean stops them as she explains she knows Cable and X-Man would fight to the death, but she needs them to save the children, rest and fight another day.
Jean uses her psychic powers at full strength, but it is still not enough to hurt Death. Using all of her strength, Jean faints. She awakens to find Death standing above her, his sword drawn. He is about to kill her, but then hesitates. Looking into his eyes, Jean again feels that something familiar. Deciding not to kill her, Death leaves Jean and continues his way to the Mannites, who are now guarded by X-Man and Cable. As he approaches his prey, Death is attacked again, this time by the missing Wolverine. Driven to his full berzerker rage, Wolverine slashes his claws at Death, driving him back. The other X-Men watch in amazement, as Wolverine continues to put Death on the defensive. Their amazement turns to horror when Death gets an opening and slices Wolverine in the stomach.
Wolverine falls to his knees. As he apologizes to Jean, she runs to him. Jean goes into Logan's mind, only to find out he is already dead. Enraged, Jean fires a psychic bolt to Death, but he blocks it with his sword. Solemnly, Death tells her that he cannot die by mortal hands.
The Mannites decide to do something and step forward. Surrounded by a bright light, Nina says that Darco is now fully evolved. She doesn't know if they are "mortal", whatever that means, but Darco has an idea to stop Death. Nina tells Cable that they will need his help too. Cable is says that he can feel the light coming from Darco, and admits that it is the most intense psychic power he has ever felt. Sensing that is unharnessed, he calls for the help of Jean and X-Man as well. They let the light become stronger and brighter, pushing Death further and further away. With Death sufficiently repelled, the Mannites teleport
Death away. As he vanishes Death tells himself that the children are strong, but that this is only the beginning.
Nina says tells Jean that Death is gone, but now she has go with her friends, as she and they are about to evolve too. Jean asks how they will handle it, but Nina answers that now Darco is evolved, he will take care of them. Nina teleports away and again thanks the X-Men for their assist.
Now alone, they X-Men are unable to take joy in their victory, as its cost was their teammate and friend, Wolverine. Cable replies that he died so that others could live. As they ponder the events of the past few hours, the X-Men realize that their lives will never be the same again.